Form 4: NMIH Executive's Equity Transactions and Vesting

NMI Holdings' EVP, Chief Risk Officer, Robert Owen Smith, reported the acquisition of new restricted stock units and common shares from vested performance awards, alongside tax-related share dispositions.

Summary

• Robert Owen Smith, EVP, Chief Risk Officer of NMI Holdings, Inc. (NMIH), reported several equity transactions.
• On February 11, 2026, Smith acquired 13,196 restricted stock units (RSUs) under the NMIH Amended and Restated 2014 Omnibus Incentive Plan, with a vesting schedule of 40% on the first and second anniversaries, and 20% on the third anniversary of the grant date.
• Also on February 11, 2026, 38,574 common shares were issued to Smith due to the vesting of performance-based restricted stock units (PRSUs) granted on February 8, 2023, after NMIH met specific performance criteria.
• To cover withholding taxes related to the vesting of the PRSUs, 19,627 common shares were withheld by NMIH on February 11, 2026.
• On February 12, 2026, an additional 2,981 common shares were withheld by NMIH to satisfy withholding taxes for RSUs granted on February 12, 2025.
• Following these transactions, Smith beneficially owns 108,381 securities, comprising 83,241 common shares and 25,140 unvested restricted stock units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, typical for routine executive compensation and tax-related share dispositions. It reflects standard corporate governance practices and the fulfillment of previously established performance incentives.

Positives

• The vesting of 38,574 performance-based restricted stock units indicates that NMI Holdings met its specified performance criteria, reflecting positively on company operational achievements.
• The grant of 13,196 new restricted stock units demonstrates ongoing executive compensation and retention strategies, aligning management interests with long-term shareholder value.

Negatives

• A total of 22,608 common shares (19,627 + 2,981) were disposed of to cover withholding taxes, which represents a reduction in the executive's direct shareholding.

Future Outlook

The newly granted restricted stock units (13,196 units) will vest over three years, with 40% vesting on the first anniversary, 40% on the second anniversary, and 20% on the third anniversary of the February 11, 2026 grant date. The remaining 25,140 unvested restricted stock units will also vest according to their respective schedules.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard disclosures for insider transactions, providing transparency into executive equity movements. These transactions, particularly the vesting of performance-based awards, are common in the financial services industry as a component of executive compensation, aligning management incentives with company performance and shareholder returns.

Stakeholder Impact

• Shareholders: The vesting of performance-based awards indicates the company met certain performance targets, which is generally positive. The issuance of new equity awards and tax-related share dispositions are routine and have a minimal dilutive effect on existing shareholders.

Next Steps

• The newly granted restricted stock units will continue to vest according to their schedule: 40% on the first anniversary, 40% on the second anniversary, and 20% on the third anniversary of the February 11, 2026 grant date.

Key Dates

Keywords

NMI Holdings, NMIH, Form 4, Insider Transaction, Executive Compensation, Restricted Stock Units, Performance-Based Restricted Stock Units, Equity Grant, Share Vesting, Chief Risk Officer